| C08935-2025 |
| Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
|---|---|---|
| Common | 13,931,125,094 |
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| Subject of the Disclosure |
|---|
Sale of aircraft of Nickel Asia Corporation’s wholly owned subsidiary, Coral Pearl Developments Limited |
| Background/Description of the Disclosure |
On December 23, 2025, Nickel Asia Corporation (the “Company”) disclosed with the Philippine Stock Exchange and the Securities and Exchange Commission that its wholly owned subsidiary, Coral Pearl Developments Limited (“CPDL”), a British Virgin Islands company, has sold the aircraft used in its leasing business. This constitutes a sale of a substantial part of the assets of CPDL. |
| Date of Approval by Board of Directors |
Jul 17, 2025 |
|---|
| Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction | |
|---|---|
The cost of maintenance and all other costs and expenses arising from the operation of the aircraft are higher than the rental income generated from the lease of the aircraft. The sale of the aircraft based on its present market value, which is higher than its book value, is expected to improve CPDL’s financial position and, consequently, lessen the need for the Company to provide financial support to CPDL to carry on its day-to-day activities. |
| Date | Dec 23, 2025 |
|---|
| Description of the Transaction |
|---|
Disposition of aircraft used by CPDL in its leasing business |
| Manner |
Sale |
| Description of the assets involved |
2019 Cessna 525C (Citation CJ4) aircraft |
| Nature and amount of consideration given or received |
|---|
Seven Million Five Hundred Thousand United States Dollars (USD 7,500,000.00) |
| Principle followed in determining the amount of consideration |
The parties agreed on the selling price as a mutually acceptable consideration with due regard to the present market value. |
| Terms of payment |
Selling price of Seven Million Five Hundred Thousand United States Dollars (USD 7,500,000.00), less applicable fees, to be released by escrow agent to CPDL upon confirmation that the FAA Civil Aviation Registry in Oklahoma City, Oklahoma has received the De-Registration Confirmation. |
| Conditions precedent to closing of the transaction, if any |
Delivery by the Civil Aviation Authority of the Philippines (“CAAP”) to the United States Federal Aviation Administration of the Department of Transportation (“FAA”) of a confirmation of the de-registration of the aircraft from the CAAP (the “De-Registration Confirmation”). |
| Any other salient terms |
None. |
| Name | Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates | |
|---|---|---|
| Kahua Capital, LLC | None |
| Effect(s) on the business, financial condition and operations of the Issuer, if any |
|---|
With the expected improvement in CPDL’s financial position arising from the sale of the aircraft based on its present market value, the need for the Company to continuously provide financial support to CPDL to carry on its day-to-day activities by granting loans or advances to CPDL is considerably lessened. |
| Other Relevant Information |
The Board of Directors of CPDL approved to sell the aircraft on July 17, 2025. |
| Source(s) of funds |
|---|
N/A |
| If any asset so acquired by the issuer or its subsidiaries constituted plant, equipment or other physical property, state the nature of the business in which the assets were used by the persons from whom acquired and whether the issuer intends to continue such use or intends to devote the assets to other purposes, indicating such other purposes |
N/A |
| Name | Georgina Carolina Martinez |
|---|---|
| Designation | Senior Vice President - Compliance and Corporate Support Services, Chief Compliance Officer, Chief Governance Officer, and Assistant Corporate Secretary |